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Virginia does not use a Secretary of State for company filings. The State Corporation Commission handles them through its Clerk's Office, and the public tool is the Business Entity Search in CIS, the Clerk's Information System. The same system takes payments and filings, so owners also use it for the yearly fee. Many people search for a "Virginia secretary of state business search", and the SCC's Clerk's Office is the place that holds those records.
Virginia LLC and corporation search in CIS, step by step
Open the Business Entity Search and start with the core of the name. Virginia compares names by their "core name", which is the name with the required endings and small words stripped out. Words such as "company", "Inc." and "LLC" are ignored, and so are "the", "and", "or", "of" and "for". Searching on the core words gives you the widest net.
The SCC's own example shows how this works. "ABC, Inc." and "ABCs Inc." are different names because of the "s". "ABC of Virginia, Inc." and "ABC Virginia Company" both reduce to the same core, ABCVIRGINIA, so the SCC treats them as one name. If you are checking a name you want to use, the separate Name Availability search in CIS applies those rules for you. Our guide on how to check LLC name availability walks through the general method.
To reserve a name online you need a CIS account. The SCC says setting one up takes a few minutes.
What the record shows
A CIS record gives you the company's status, its registered agent and the agent's registered office address. The SCC points people to the Business Entity Search when they need to check exactly those details, for example when an assessment notice seems to have gone missing.
The status will be one of four labels:
- Active
- Pending Active
- Pending Inactive: the Reason for Status field explains what the company can do to avoid termination or cancellation
- Inactive: the Reason for Status field says whether the company can reinstate
An inactive company has 5 years to reinstate. After that the Clerk's Office cannot bring it back. For an LLC, reinstatement costs $100 plus any unpaid fees.
What the record will not show is ownership. The SCC does not keep a record of members or managers, so an LLC's owners are not in CIS. Our business owner lookup guide covers other places to look.
Plain images of filed documents are free to view in CIS. A certified copy costs $6 per request online, with no extra charge per page.
Naming a Virginia LLC
An LLC name must include "limited company" or "limited liability company", or one of the abbreviations LC, L.C., LLC or L.L.C. It may use any letters and symbols on a standard QWERTY keyboard except { } [ ] " < > ^ and the backslash. The core name must differ from every name that is designated, registered or reserved, and from the names of all active entities except general partnerships. The SCC's Business Entity Names FAQ also lists restricted words, such as "bank" and "trust".
To hold a name, file a reservation for $10. It lasts 120 days. You can renew it for another 120 days, but only during the 45 days before it expires. The full fee list is on the SCC's LLC forms and fees page. For when a hold makes sense, see our name reservation guide.
The annual registration fee and certificates
In Virginia the annual report is a corporation filing. LLCs instead pay an annual registration fee of $50. It is due by the last day of the month the LLC was organized or registered. The SCC sends the assessment two months ahead, and you cannot pay before you are assessed. Paying online in CIS carries no processing fee.
Miss the due date and the penalty is $25 for an LLC. Stock corporations pay 10% of the annual fee or $10, whichever is higher. Nonstock corporations pay $10. An LLC that still has not paid by the last day of the third month after the due date is cancelled. Details are on the SCC's annual registration fees page.
Other annual amounts: nonstock corporations pay $25, and stock corporation fees depend on the number of authorized shares. See our annual report deadlines guide for other states.
For proof of status, Virginia issues a Certificate of Fact of Existence for LLCs and a Certificate of Good Standing for corporations only. Each costs $6 and downloads instantly from CIS, per the SCC's certificates and copies page.
Starting costs, if you are comparing: a new Virginia LLC is $100, a foreign LLC registration is $100 and a nonstock corporation is $75. Attaching your own articles to an online LLC filing adds about five business days, and paper filings cannot be expedited.
Bulk data
The SCC pages on certificates, copies and fees do not list a bulk data product or price. What is free is the per-document view: plain images of filed documents in CIS cost nothing.
Starting a company here? Read our guide on how to start an LLC in Virginia, the Virginia registered agent rules and a Virginia operating agreement guide.
Also see our guides to the Virginia DBA and Virginia business license.